I, Harley
Maxwell Bates, of said State and County, being of sound mind
and memory do hereby revoke all wills and codicils heretofore made
by me and do hereby make, publish and declare this to be my Last
Will and Testament.

Item I

I desire that my body be buried in a Christianlike manner suitable
to my condition and circumstances in life.

Item II

I direct that all my just debts, including expenses of last illness
and funeral, be paid by my Executor from the assets of my estate as
soon as practicable after my death.

Item III

I hereby appoint Mr. Fuller Clinton
Bates and
Mrs. Betty Jo Bates Gunter
jointly or the survivor of them as Executor of this Will.

Item IV

In the management, care and disposition of my estate, I hereby
confer to my Executor the power to do all things and to execute such
instruments as may be deemed necessary and proper, including the
following powers, all of which may be exercised without the order of
or report to any Court:

(a) To sell, exchange and otherwise dispose
of any property held or acquired under this Will,
at private or
public sale, for cash or on terms, without advertisement;
(b) To compromise, settle or adjust any
claim or claims by or against my estate and to agree
to any rescission
or modification of any contract or agreement affecting my estate;
(c) To renew any indebtedness, as well as
to borrow money, and to secure the same by
mortgaging,
pledging or conveying any property of my estate; and
(d) My Executor shall not be required to
file any inventory or appraisal or any annual or
other returns or reports
to any Court or to give bond while serving as my Executor.

Item V

I bequeath and devise all my personal property and real property of
every kind and description and wherever located to
Mr. Fuller Clinton Bates,
in fee simple title, provided he survives me. If
Mr. Fuller Clinton Bates does not survive me, I
bequeath and devise all of my personal property and real property of
every kind and description and wherever located to Mrs. Betty Jo Bates Gunter, in fee simple
title.

Item VI

I hereby appoint Mr. Fuller Clinton
Bates and
Mrs. Betty Jo Bates Gunter,
jointly or the survivor of them as Guardian of the person and
property of Miss Sally Ruth Bates,
my daughter. In appointing said Guardian under this Item of my
Will, it is my primary intent that Miss
Sally Ruth Bates be supported and cared for as well
as possible until she becomes capable mentally to care for herself
and to earn a livelihood for herself, rather than the preservation
of the property bequeathed herein to her; and I direct said Guardian
to be guided by this consideration in determining the amount to be
used for her support and care. In carrying out my primary
intent expressed above under this Item of my Will and also in the
care, and management and protection of any property which shall go
under this Will to Miss Sally Ruth
Bates, I hereby authorize and empower said Guardian
to sell, convey, mortgage, lease or otherwise deal with and dispose
of any and all property that may come into his hands as said
Guardian, on such terms and at such terms and in such manner as to
him shall seem best, and without the permission or order of
any Court therefor, and without any bonds in any proceeding in the
matter of such Guardianship and to make, execute, acknowledge and
deliver any and all instruments in writing necessary and proper and
requisite therefor.

Item VII

In making this Will and Testament, I have borne in mind the various
members of my family and have made what I consider the most wise and
just disposition of my property, and it is my intent that my
property shall be disposed of only as hereinbefore provided and any
relative of mine or other person who are not mentioned herein have
not been overlooked but have been intentionally omited.

IN WITNESS WHEREOF, I
have hereunto set my hand and affixed my seal to this my Last Will
and Testament, consisting of this page and one (1) preceding page,
this 26th day of March, 1987.

Harley Maxwell Bates. (SEAL)
Harley Maxwell Bates

The foregoing instrument was signed, sealed, declared and published
by
HARLEY MAXWELL BATES,
as and for his Last Will and Testament, in the presence of us and
each of us, and we, at the same time, at his request, in his
presence and in the presence of each other have hereunto subscribed
our names as attesting witnesses the day and year above set forth.

Before me, the undersigned authority, on this day personally
appeared
HARLEY MAXWELL BATES, Dane K. Whipkey,
and
Naomi C. Holland ,
known to me to be the testator and the witnesses, respectfully,
whose names are subscribed to the annexed or foregoing instrument in
their respective capacities, and, all of said persons by me duly
sworn,
HARLEY MAXWELL BATES,
Testator, declared to me and to the said witnesses in my presence
that said instrument is his Last Will and Testament and that he had
willing made and executed it as his free act and deed for the
purposes therein expressed. The witnesses each on his or her
oath, stated to me in the presence and hearing of the testator that
the testator had declared to them that the instrument is his Last
Will and Testament and that he executed the same as such and wanted
each of them to sign it as a witness; and upon his/er oath each
witness stated further that he or she did sign the same as witness
in the presence of the testator and at his request; that he was at
that time fourteen (14) years of age or over and was of sound mind;
that each of said witnesses was then at least fourteen (14) years of
age.